Our Lady Peace's third album, released September 28, 1999. This album shows much maturity in sound and lyrics, sometimes lacking in the band's earlier work. The album cover is very distinctive, featuring a well dressed man with a bowler-style hat clutching a large red fish. Familiar OLP tones of loneliness, depression, and general angst are mixed with slightly hopeful sounds in the song Thief and others. Happiness's singles include One Man Army, Blister, Is Anybody Home? and Thief.

The song Happiness & the Fish, encompases the general theme of the album when it neatly sums up the futility of self-exploration and/or self-medication with "I confess/Everyone is overweight and I'm obsessed/Talking is just masturbating without the mess/Addiction leaves you sad today and unimpressed." Happiness then is not only unattainable but boring, so why bother?

Track listing:

  1. One Man Army
  2. Happiness & The Fish
  3. Potato Girl
  4. Blister
  5. Is Anybody Home?
  6. Waited
  7. Thief
  8. Lying Awake
  9. Annie
  10. Consequence of Laughing
  11. Stealing Babies

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